STOCK TITAN

Airbnb (ABNB) director shifts 3.45M Class B to A and sells 54K shares

Filing Impact
(Very High)
Filing Sentiment
(Very Negative)
Form Type
4

Rhea-AI Filing Summary

Airbnb, Inc. director and 10% owner Joseph Gebbia, through Sycamore Trust, converted 3,450,000 shares of Class B Common Stock into 3,450,000 shares of Class A Common Stock on May 19, 2026. After this conversion, Sycamore Trust held 3,450,015 Class A shares indirectly, while Gebbia also held 2,860 Class A shares directly.

On May 18, 2026, Sycamore Trust sold a total of 54,000 Class A shares in open-market transactions at weighted average prices between about $132.87 and $137.19, executed under a Rule 10b5-1 trading plan adopted on August 29, 2025. Following these sales, Sycamore Trust still held tens of thousands of Class A shares and 24,675,580 Class B shares indirectly, plus additional Class B positions through various LLCs that are convertible into Class A shares on a one-to-one basis.

Positive

  • None.

Negative

  • None.

Insights

Founder-linked trust converts 3.45M Class B to A and sells 54K shares under a pre-set plan.

Joseph Gebbia, a director and 10% owner of Airbnb, oversaw a conversion of 3,450,000 Class B shares into Class A via Sycamore Trust. This is a structural move between share classes at a stated conversion price of $0.0000, not a market purchase.

On the prior day, Sycamore Trust sold 54,000 Class A shares at weighted average prices between roughly $132.87 and $137.19. A footnote states these sales were conducted under a Rule 10b5-1 trading plan adopted on August 29, 2025, suggesting routine, pre-planned diversification rather than opportunistic timing.

After these transactions, Sycamore Trust held 3,450,015 Class A shares and 24,675,580 Class B shares indirectly, while other entities such as Guernica 3, LLC and related LLCs still hold Class B shares convertible into 3,000,000, 2,000,000 and 1,000,000 Class A shares. Given the large remaining position, these sales appear modest in scale, so the overall impact on an investment thesis is limited.

Insider Gebbia Joseph
Role null
Sold 54,000 shs ($7.28M)
Type Security Shares Price Value
Conversion Class B Common Stock 3,450,000 $0.00 --
Conversion Class A Common Stock 3,450,000 $0.00 --
Sale Class A Common Stock 1,313 $132.9114 $175K
Sale Class A Common Stock 11,215 $133.6969 $1.50M
Sale Class A Common Stock 17,608 $134.5982 $2.37M
Sale Class A Common Stock 15,962 $135.3408 $2.16M
Sale Class A Common Stock 7,481 $136.4476 $1.02M
Sale Class A Common Stock 421 $137.061 $58K
holding Class B Common Stock -- -- --
holding Class B Common Stock -- -- --
holding Class B Common Stock -- -- --
holding Class B Common Stock -- -- --
holding Class B Common Stock -- -- --
holding Class A Common Stock -- -- --
Holdings After Transaction: Class B Common Stock — 24,675,580 shares (Indirect, By Sycamore Trust); Class A Common Stock — 3,450,015 shares (Indirect, By Sycamore Trust); Class A Common Stock — 2,860 shares (Direct, null)
Footnotes (1)
  1. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted on August 29, 2025. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $132.87 to $132.97. The reporting person undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $133.0104 to $133.99. The reporting person undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $134.00 to $134.9969. The reporting person undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $135.00 to $135.9994. The reporting person undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $136.00 to $136.9972. The reporting person undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $137.00 to $137.1884. The reporting person undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. The Class B Common Stock is convertible at any time at the option of the holder into the Issuer's Class A Common Stock on a one-to-one basis. The Class B Common Stock will automatically convert into shares of the Issuer's Class A Common Stock on a one-to-one basis upon the earlier of (a) any transfer of the Class B Common Stock by the holder, whether or not for value, subject to certain exceptions, (b) the date and time, or the occurrence of an event, specified by vote or written consent of the holders of at least 80% of the outstanding shares of Class B common stock at the time of such vote or consent, voting as a separate series or (c) the 20-year anniversary of the closing of the Issuer's initial public offering.
Class B to Class A conversion 3,450,000 shares Converted from Class B to Class A on May 19, 2026
Class A shares sold 54,000 shares Open-market sales on May 18, 2026 via Sycamore Trust
Post-transaction Class A via Sycamore Trust 3,450,015 shares Indirect Class A holdings after conversion
Post-transaction Class B via Sycamore Trust 24,675,580 shares Indirect Class B holdings after conversion
Direct Class A holding 2,860 shares Direct Class A Common Stock position
Sale price range (low) $132.87/share Lower end of weighted-average sale price range
Sale price range (high) $137.19/share Higher end of weighted-average sale price range
Convertible Class B via Guernica 3, LLC 3,000,000 underlying shares Class B convertible into Class A on one-to-one basis
Rule 10b5-1 trading plan regulatory
"The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted on August 29, 2025."
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
weighted average price financial
"The price reported in Column 4 is a weighted average price."
Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.
Class B Common Stock financial
"The Class B Common Stock is convertible at any time at the option of the holder into the Issuer's Class A Common Stock on a one-to-one basis."
A class B common stock is one of multiple types of a company’s ordinary shares that carries specific rights—often different voting power or dividend priority—compared with other classes. For investors it matters because those differences affect how much influence you have over company decisions, the income you might receive, and how freely the shares trade; think of it like owning a car with different keys: some keys let you start the engine and open the trunk, others only unlock the door.
derivative security financial
"Conversion of derivative security"
A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.
convertible financial
"The Class B Common Stock is convertible at any time at the option of the holder into the Issuer's Class A Common Stock on a one-to-one basis."
A convertible is a type of investment that starts as a loan or preferred stake (like a bond or preferred share) but can be exchanged for common shares of the company at a set price or under certain conditions. It matters to investors because it offers a mix of steady income and downside protection like a loan, plus the upside of stock ownership if the company does well—similar to holding a coupon that you can trade for a full ticket if the event becomes valuable.
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
X
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Gebbia Joseph

(Last)(First)(Middle)
888 BRANNAN STREET

(Street)
SAN FRANCISCO CALIFORNIA 94103

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Airbnb, Inc. [ ABNB ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirectorX10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/18/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Class A Common Stock05/18/2026S(1)1,313D$132.9114(2)52,702IBy Sycamore Trust
Class A Common Stock05/18/2026S(1)11,215D$133.6969(3)41,487IBy Sycamore Trust
Class A Common Stock05/18/2026S(1)17,608D$134.5982(4)23,879IBy Sycamore Trust
Class A Common Stock05/18/2026S(1)15,962D$135.3408(5)7,917IBy Sycamore Trust
Class A Common Stock05/18/2026S(1)7,481D$136.4476(6)436IBy Sycamore Trust
Class A Common Stock05/18/2026S(1)421D$137.061(7)15IBy Sycamore Trust
Class A Common Stock05/19/2026C3,450,000A(8)3,450,015IBy Sycamore Trust
Class A Common Stock2,860D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Class B Common Stock(8)05/19/2026C3,450,000 (8) (8)Class A Common Stock3,450,000$024,675,580IBy Sycamore Trust
Class B Common Stock(8) (8) (8)Class A Common Stock92,40092,400IBy Ulderico LLC
Class B Common Stock(8) (8) (8)Class A Common Stock1,000,0001,000,000IBy Guernica LLC
Class B Common Stock(8) (8) (8)Class A Common Stock2,000,0002,000,000IBy Guernica 2, LLC
Class B Common Stock(8) (8) (8)Class A Common Stock3,000,0003,000,000IBy Guernica 3, LLC
Class B Common Stock(8) (8) (8)Class A Common Stock352,000352,000IBy LLC
Explanation of Responses:
1. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted on August 29, 2025.
2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $132.87 to $132.97. The reporting person undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $133.0104 to $133.99. The reporting person undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $134.00 to $134.9969. The reporting person undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $135.00 to $135.9994. The reporting person undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
6. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $136.00 to $136.9972. The reporting person undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
7. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $137.00 to $137.1884. The reporting person undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
8. The Class B Common Stock is convertible at any time at the option of the holder into the Issuer's Class A Common Stock on a one-to-one basis. The Class B Common Stock will automatically convert into shares of the Issuer's Class A Common Stock on a one-to-one basis upon the earlier of (a) any transfer of the Class B Common Stock by the holder, whether or not for value, subject to certain exceptions, (b) the date and time, or the occurrence of an event, specified by vote or written consent of the holders of at least 80% of the outstanding shares of Class B common stock at the time of such vote or consent, voting as a separate series or (c) the 20-year anniversary of the closing of the Issuer's initial public offering.
/s/ Brian Savage, Attorney-in-fact05/20/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What did Airbnb (ABNB) director Joseph Gebbia do in this Form 4 filing?

Joseph Gebbia, through Sycamore Trust, converted 3,450,000 Class B shares into Class A shares and reported selling 54,000 Class A shares. These moves shifted part of his holdings into the publicly traded class while keeping a large overall ownership stake.

How many Airbnb shares did Joseph Gebbia sell and at what prices?

Sycamore Trust sold 54,000 Airbnb Class A shares on May 18, 2026 in several transactions. Weighted average prices ranged from about $132.87 to $137.19, with detailed price ranges disclosed in multiple weighted-average footnotes.

Were Joseph Gebbia’s Airbnb share sales under a Rule 10b5-1 trading plan?

Yes. A footnote states the reported sales were effected under a Rule 10b5-1 trading plan adopted on August 29, 2025. Such plans are pre-arranged, meaning trades execute automatically according to preset instructions rather than day-to-day market timing decisions.

How many Airbnb shares does Joseph Gebbia hold after these transactions?

After the reported transactions, Sycamore Trust held 3,450,015 Class A shares and 24,675,580 Class B shares indirectly. Separately, Gebbia also held 2,860 Class A shares directly, plus additional indirect Class B interests through several LLCs.

What is the relationship between Airbnb Class B and Class A shares in Gebbia’s holdings?

The footnotes explain that Class B Common Stock is convertible into Class A Common Stock on a one-to-one basis. Gebbia, through entities like Sycamore Trust and various LLCs, holds significant Class B positions that can be converted into Class A shares over time.

Does this Form 4 suggest a major change in Joseph Gebbia’s Airbnb stake?

The filing shows a 3,450,000-share Class B to Class A conversion and sales of 54,000 Class A shares. However, he continues to hold millions of Class A and Class B shares through Sycamore Trust and related entities, so his overall stake remains substantial.